Energy Transfer LP — Director's Dealing 2011

Feb 22, 2011

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: Energy Transfer Equity, L.P. (ETE)
CIK: 0001276187
Period of Report: 2010-12-31

Reporting Person: DAVIS RAY C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-02-03	Common Units	G	325	—	Disposed	3545261	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Units	7881953	Indirect
Common Units	1410552	Indirect
Common Units	3223005	Indirect
Common Units	741654	Indirect
Common Units	50	Indirect

Footnotes

F1: Reflects transactions constituting a change only in the nature of beneficial ownership. The Common Units reported by this form exclude indirect holdings of certain children's trusts of which Mr. Davis no longer serves as trustee.

F2: The reported Common Units are owned directly by ETC Holdings, L.P.("ETC"). The Common Units reported represent the estimated pro rata interest of Mr. Davis in ETC, including his interest in other partners of ETC. ET GP LLC ("ETGP") may be deemed to beneficially own the units owned of record by ETC by virtue of ETGP being the sole general partner of ETC. Mr. Davis is a member of such entitiy and may also be deemed to share power to vote or to direct the vote and to dispose or to direct the disposition of the Common Units held by ETC.

F3: Mr. Davis disclaims beneficial ownership of common units held by the L. Davis remainderman trust, except to the extent of his pecuniary interest, if any, therein.

F4: The reported Common Units are owned directly by Avatar Investments, LP, a limited partnership owned by Mr. Davis. Mr. Davis disclaims beneficial ownership of the reported Common Units except to the extenet of his pecuniary interest therein.

F5: The reported Common Units are owned by Avatar Holdings LLC, a limited liability company owned by Mr. Davis. Mr. Davis disclaims beneficial ownership of the reported Common Units except to the extent of his pecuniary interest therein.